Snapshots
by wolfgirlnowandforever
Summary: Life with the person you love is made up of the little moments that eventually come together to make up a story. A series of Kenny/Butters oneshots that may or may not be connected.
1. Homework

**A/N:** I came up with most of these drabbles/oneshots during NaNoWrimo (and the two Camp sessions!), so I didn't edit them until about a month or so after they'd been written. I really hope that you guys enjoy them, despite their short length!

* * *

Kenny knew that he should be paying attention to what Butters was saying. After all, Butters was taking time out of his busy schedule to tutor him in a subject that Kenny should have passed two years ago. The least Kenny could do was listen to him explain how to solve for x. But he kept getting distracted by the way Butters' mouth moved as he was working through the sample problems.

"… and that's how you solve for x!" Butters said, having finished the last problem. He looked up from the book to give him a big smile. "See, that isn't so hard, right?"

Kenny blinked. Butters looked so proud of himself right now, teaching a dumbass like himself how to solve simple algebra problems. Most people would have been annoyed to spend ten minutes explaining how to solve it, but not Butters. Every time without fail, he would give Kenny that smile. God, he looked so freaking adorable.

"Kenny?" Butters asked, tilting his head to the side. His lower lip jutted out a little and his eyebrows came together, his expression changing from a smile to a pout. "Were you even paying attention to me?"

Damn. Now how could anybody resist that? He leaned forward and kissed him, smiling into his mouth when Butters squeaked in surprise.

Butters' face was bright red when they moved apart. "Wh-What was that for, Kenny?"

"Couldn't help myself." He said, licking his lips. "You looked so cute just then."

Butters bit his lip. "That's—"

"And besides, you're much more interesting than my algebra homework." He said, giving Butters his most winning grin. Usually this was enough to make Butters drop everything and start making out and give in to him for a few hours.

Butters was definitely flustered, but he wasn't falling for it this time. "B-But you're supposed to be paying attention! I'm going to have to find you another tutor if you can't keep your mind on your studies, mister."

"Why?" He asked, his eyebrows knitting together. "You're the best tutor in school. If anybody can get this to stick in my head, it's you."

"If I keep distracting you, you're never going to learn." He said. His hands were twitching towards each other in a way that caught his attention. The things those hands could do...

He spent a few moments fantasizing about that before he realized that Butters was still talking.

"…A-After all, when we first started going out, you distracted _me_ for the longest time, so maybe this isn't the best situation for you to be learnin' in, Kenny."

"What if I promised not to get distracted anymore?" Kenny asked, forcing himself to move his eyes from Butters's hands to his bright baby blues, to show that he was being serious. "If I can control myself, will you keep being my tutor?"

Butters nodded, making sure his expression was stern. "But you have to finish your homework before you try any more of that stuff, you got it?"

"_Fine_." Kenny sighed dramatically. He leaned in closer to the table to get a good look at the equations on the page. "So then, once I find x, I have to plug it into the equation right?"

Butters smiled, clearly impressed. "That's right!"

"See, I was paying attention to you." Kenny said, smiling back. For the next hour, he worked his way through each and every problem he had for homework as fast as he could, actually managing to get more than half of them correct, which was a really accomplishment for him. He knew that the faster he was finished with his homework, the faster he could get Butters to fool around with him again.


	2. Silence

**A/N:** This was written for the South Park Kink Meme. It's kind of AU-ish, because Butters doesn't know Mysterion's identity in this. I had a lot of fun writing this one ^-^

* * *

His room was cold.

Butters shivered underneath his covers as a cool breeze blew in though the open window. It wasn't snowing outside, at least not yet. But still, it was cold. It wouldn't be much trouble getting up and going to the window to close it. But he couldn't do that.

Not while Mysterion was still out there.

Butters tucked the blanket around his neck tighter. It wouldn't be much longer now. He would wait for hours if he had to, but Mysterion never made him wait too long. Every time he was grounded, Mysterion would show up at his window, like clockwork. Butters never knew how Mysterion found out these things, but he never bothered to ask.

Him just being there was enough.

He closed his eyes for a moment, wondering how Mysterion would appear this time. Sometimes he came injured and bleeding. A couple of times he could have sworn he was going to die in his arms, but he never did. He just woke up in an empty bed with bloodied sheets. Butters didn't like those nights. He preferred the nights when he came with his costume intact, a warm smile ready and free of pain.

It was almost funny. No matter how he showed up, Mysterion's first concern was for Butters' well-being, rather than his own. It was nice, having someone care so much for him. Butters didn't have too many people who he would say really cared about him. Mysterion, Aunt Nellie… he didn't know if he should add his parents to that list. Sometimes he doubted how much they really loved him and how much they just cared about keeping up appearances.

When he opened his eyes, he saw a shadow on his carpet. He sat up, followed it to his bedroom window and locked his eyes with familiar blue ones.

"Mysterion." The name came out of his mouth without a second thought. The corners of Mysterion's lips rose and Butters couldn't help but return the smile.

"Hey Butters." He said his voice deep and rough. He slipped in through the open window, revealing no tears or spots of blood on his costume. Butters had to bite his tongue to keep from sighing in relief. It wasn't going to be a bad night.

Mysterion moved to the side of his bed and knelt down in front of his bed. Butters turned so that he was facing him.

"What did they ground you for this time?" He asked, lifting his gloved hand to brush away the bangs on Butters' forehead. "Something stupid?"

He nodded. "I didn't alphabetize the cabinet right again. I put the Hamburger Helper in front of the Hot Noodle ingredients, and my dad put it in his cup."

Mysterion sighed. "Why the hell would he blame you for that, Butters? Clearly, that was his own damn fault."

"Language, Mysterion." Butters said, smiling at him. It didn't matter how many times Butters told him to tone down the swearing, Mysterion always forgot. Butters didn't mind reminding him though. "No cussin', okay?"

"Your father really deserves to be cussed at, Butters." He sighed again, letting his hand fall from his forehead to cup his cheek. "I don't like how he treats you."

"It's not so bad." Butters said, reaching up to hold Mysterion's hand over his cheek. "Honest."

Mysterion looked into his eyes for a moment. Butters wondered what he was looking for. Every time he looked into Mysterion's eyes, he only saw the kindness in them. He was sure there was something else underneath, something that caused all that blood to end up on his costume, but it was never around in his bedroom. Maybe Mysterion kept that out of his gaze just for him.

"I've missed you." Mysterion said, finally breaking the eye contact.

"I've missed you too." Butters said, smiling. "I'm always glad when you come over."

Mysterion pulled him into his arms and held him close. "How come you never want to know who I am, Butters? How come you let me into your room at night like this, when I'm practically a complete stranger to you?"

Butters didn't even have to think about his answer. "Because I trust you, Mysterion. I don't care who you are, or what you've done. You treat me real nice, and that's all that matters."

The arms around him tightened. "Is that really all that matters to you?"

He nodded. "Isn't it enough?"

"For you? Yeah, I think so." Mysterion pulled back enough to look into his eyes for a moment before leaning in to kiss him. It was a lot more passionate that all the other kisses they'd had before, making excitement pool in Butters' stomach.

He was the first to break away, a sly smile on his face. "Come on, my bed's really cold. I need you to warm me up."

Mysterion wasted no time climbing in with him. "Are your parents asleep yet?"

Butters nodded, wrapping his arms around Mysterion's thin but muscular body. "They won't come checking until sunrise."

"Good." Mysterion said, capturing his lips again.


	3. Bedroom

**A/N:** This one's not exactly shippy, but friendship fluff is great between these two! Besides, this one takes place much earlier than the first two oneshots.

* * *

Even though he'd known Butters practically his entire life, Kenny had never actually seen his bedroom.

Oh sure, he'd been to Butters' house a few times before, but he always stayed downstairs under the suspicious eyes of Stephen and Linda Stotch. Kenny knew they looked at him like he was a felon because he was poor, but so did storeowners, teachers, and police officers. He didn't take offense to it anymore.

He was only in Butters' bedroom now because his parents were out for the weekend and Butters had invited him over. Butters wasn't allowed to go with them because they grounded him for something stupid like not saying 'bless you' when his dad sneezed or whatever.

Seriously, they'd done that once.

Looking around the room, Kenny felt a little disappointed. Aside from being way too neat and clean for a thirteen year old boy, the room was pretty average. The walls were blue, there was a desk on one side of the room, a white dresser in the corner, a bed in another corner. Completely normal.

"So this is your room, huh?" Kenny said as Butters placed his backpack down beside the desk.

"It sure is!" Butters replied, bringing out his pencil case and his homework from his backpack. "This is the first time you've been up here, right Kenny?"

"Yeah."

Butters' voice was cheerful. "What do you think?"

"It's…" Kenny glanced around the room again. "It's not what I expected."

"Really?" Butters looked up from the math problems he'd started working on. "What were you expecting?"

"I don't know. More pink? Stuffed animals on the floor? Hello Kitty form wall to wall at least"

Butters looked around his room, as if trying to imagine everything he'd just said around his room. "You do realize I _am_ a boy, Kenny."

"I know _that_." Kenny said, rolling his eyes. "You just hang around the girls so often, you give off a girly-vibe."

"I don't give off a girly vibe!" Butters exclaimed, crossing his arms over his chest in a way that made Kenny think of Bebe. Bebe did that EXACT move when she argued with people.

"If you say so." Kenny said, smiling at the pout that crossed Butters' face. He sat down on the bed and stretched out on it while Butters continued on his homework.

Damn, his bed was comfortable. Kenny resisted the urge to sigh as he lay there. It was so much better than his shitty bed at home. Aside from not having any springs poking out and stabbing him, it was much softer. His longer he lay there, listening to Butters scribbling at the desk the heavier his eyes got. He kept having to shake his head to keep from dozing off.

"Hey, Kenny?"

"Hm?" Kenny lifted his head and realized that the shadows on the wall were a lot longer. How much time had he spent trying to fight off sleep?

"Is there anything in my room that didn't surprise you?" Butters asked, his back to Kenny. He was still working at his desk.

Kenny patted the mattress a little before answering. "This right here."

"My bed?"

"Yeah." Kenny's head felt a little foggy, like he'd actually been asleep. "I might have expected some flowered sheets or something, but I knew you'd have a bed like this. It's secure, like you."

"I'm secure?" Butters asked, turning from his homework to look at Kenny. "What does that mean?"

"That you're nice. It's a compliment." Kenny muttered, burying his face in a pillow that hadn't been under his head when he'd first climbed on the bed. Maybe he _had_ dozed off for a while. "Hey, can I take a nap here?"

His eyes were already closed, so he didn't see Butters smile at him. "You sure can, Kenny!"

The next time he opened his eyes, he thought he'd gone blind. He rubbed at his eyes, half-worried and half- groggy, before he realized that the room was just dark now.

"Butters?" He whispered, his eyes going to the desk first. He could just make out the other boy's yellow head in the dark, shifting slightly with his breathing.

Kenny sat up, the blanket covering him falling around his legs. Wait, blanket? Yes, he'd been covered by a blanket. He looked back at the boy sleeping at his desk.

"Guess my nap turned into a sleepover…" he mumbled as he stepped out of the bed. The floor felt cold underneath his feet, letting him know that Butters had taken off his shoes too. Kenny shook his head, wondering how the guy could be so thoughtful to the person who'd stolen his bed for the night. He walked over to Butters and gently shook his shoulder. "Butters. Hey Butters, wake up."

Butters moaned in his sleep. Kenny shook a little harder and Butters blinked up at him sleepily. "Kenny?"

"Sorry I took your bed." He said as he helped Butters get to his feet. "You can have it back now."

"What time is it?" Butters asked, stifling a yawn into his hand.

Kenny looked around as he guided him to his bed, and saw the clock on the wall. "2 AM, maybe?"

Butters' eyes widened. "Really? You should call your parents Kenny, they'll be worried sick about you."

"I've been out later than this." Kenny said, pulling the blankets up to Butters' chest. "They won't be worried when I walk through the door at this hour."

"You're walking home?" Butters asked, sitting up quickly, letting the blankets fall to his lap. "It's too late to go out now, not to mention dangerous."

"I can take care of myself." Kenny said, winking. Butters didn't catch it in the dark, but the confidence in Kenny's voice reassured him a little. Kenny slipped on his shoes and went to the door. "Thanks for letting me use your bed though."

"It was no problem." Butters mumbled, too sleepy to fight the lure of his bed. "You take care of yourself, okay, Kenny?"

"I will." Kenny said, smiling. "I'll see you tomorrow."


	4. Hospital

A/N: Mm, what to say about this one? I really like the idea of injured Butters. Also in this oneshot, they've been together for only a month.

* * *

"I'm so sorry, Butters."

Butters sighed in exasperation. "Please stop saying that, Kenny. I'm okay."

"I'm so sorry." Kenny said again, letting his head sink into the sheets.

"I'm okay, really." He said, attempting to lift his left arm, though he knew that the cast wouldn't allow much movement. Still, he tried to move it as far as he could to prove that he was okay. Pain immediately shot up his body and he couldn't help wincing. "I-I feel fine, honest."

His words only made Kenny groan into the bed. "I'm the worst person on the planet."

Butters shook his head. "No you're not. It wasn't even your fault."

It was like he wasn't even listening to him. "I'm worse than Satan. Worse than Hitler. Worse than even Cartman."

Butters nearly burst out laughing at that last one. "Now that's going a little overboard, Kenny. It's not like you were the one who broke my arm."

Kenny lifted his head, revealing his tired-looking blue eyes. "But it was my fault that it was broken in the first place."

Butters smiled, trying to reassure him. "I was the one who ran after you, not the other way around. If it's anyone's fault, it's not yours. It's mine."

Kenny's head sank down again. "You shouldn't have tried to save me."

Butters blinked at those words. "Don't you say that. Of course I should have."

The next words out of Kenny's mouth were so muffled, even Butters (who had made it a personal life goal of his to decipher what he liked to call 'Kenny-Speak') couldn't understand them.

"Can you say that again, Kenny?" He asked, moving his other hand to brush Kenny's hood off. "I couldn't hear you."

Kenny moved his head just enough so that his words were clearer. "I don't want to be the reason you get hurt, Butters. I've done that enough times with everyone else I love."

Butters frowned. "Now you listen here mister, it was my choice to run out into the street and push you out of the way of that speeding truck. I knew that I could get hurt doing that, but I still went and did it."

"Why though?" Kenny asked, his blue eyes pleading for an answer.

A rush of blood found its way to his face. The words came out without him thinking about it. "B-Because I couldn't imagine having to live in a world without you."

A strange look came on Kenny's face. "What do you mean?"

It was kind of embarrassing, having to say it out loud. But if it made Kenny feel better… he wasn't going to hold back. "I love you, Kenny. I don't care if we've only been casually dating for a little while now, I mean it. And the thought of you being killed by that truck was too much. I couldn't just let it happen."

"He still doesn't know…" Kenny whispered to himself.

"Huh?" Butters asked, tilting his head in confusion.

Kenny shook his head. "Nevermind. Do you really mean that, Butters?"

He smiled. "I wouldn't have said it if I didn't mean it."

It was like the sun finally broke through the clouds in Kenny's head. He returned Butters' smile. "Me too. I don't care if other people think it's too soon to say it. I love you too."

"It's kinda funny don't you think?" Butters asked, a small laugh making its way out of his throat. "A declaration of love in a hospital bed? It's like a scene from a movie."

"Yeah, a little." Kenny said, leaning forward. "And don't they always kiss during those scenes?"

"They sure do!" Butters said, closing the gap between them.


	5. Unpredictable

**A/N:** More pre-relationship stuff~ I really just like how they interact as characters. This one's actually connected to Chapter 3!

* * *

The rapid tapping sound at his window didn't register in his sleep-heavy mind for the longest time. If it wasn't for the accompanying voice calling his name, he might have ignored it completely and slept right through it.

"Kenny!" _Tap, tap, tap_. "Kenny, wake up!"

Kenny lifted his head and blinked hard at his window. It had come from the window, right? Another round of tapping confirmed the whereabouts of the noise. He rubbed his eyes and glanced around the room for the clock. He gave up after a few seconds of searching. It was late as hell, that was all he needed to know.

"Kenny, over here!" The voice whispered, and it finally clicked in his head that he recognized that voice. He walked over to the window and reeled back when he saw who it was on the other side.

"Butters?" He asked, moving to lift the window (the glass was really dirty from years of neglect) so he could get a good look at him. Sure enough, that was Butters Stotch outside his bedroom window, in the middle of the night, grinning like a crazy person.

"Hi." He said, as if it was perfectly normal for him to be here this late. Kenny almost considered pinching himself to see if this wasn't some weird dream he was having before deciding against it. His mind could never come up with something this bizarre on its own.

"What are you doing here?" He asked, taking in everything Butters was wearing. All black clothes, chains and belts and studded bracelets adorning his body. There were streaks of black in his blond hair even!

Butters grinned. "I'm breaking the rules, that's what I'm doing."

Kenny couldn't help smiling. Butters, breaking rules? That was as likely as Kenny going a month with dying. "Since when do you break rules?"

"Since I decided that my parents can't control me anymore." He said, sticking his tongue out in a way that he must have thought was rebellious. It was actually kinda cute. "They said I couldn't wear this stuff while I was under their roof, so I left."

"You… you left?" Kenny asked, eyebrows rising to his hairline. "You just ran away from home?"

Butters shrugged. "I didn't _run_ out. I just went out the door and started walking."

Kenny shook his head. He couldn't decide what was more unbelievable, the fact that Butters up and left his home or the fact that the first person he went to was him. "I can't believe it."

"That's I'm rebelling?" Butters asked, his eyes glittering with excitement. "I can't really believe it either. Except I kind of can, you know? I had it up to here with their dumb rules."

Kenny laughed when Butters raised his hand over his head, palm down. "If I was in your shoes, I would have been there a long time ago. What was it that pushed you over the edge?"

He sighed. "Well, I'd just finished dyeing my hair. Do you like it by the way?"

Kenny nodded. "I think it suits you."

"Thanks, I'm glad you think so. Okay, so I'd just finished, and I went down stairs, and all of a sudden my parents started yelling at me. My dad threatened to shave my head! And when he said that he wouldn't have this kind of behavior in his house, I told him 'Fine, I'll leave' and he said 'I'd like to see you try young man.' You should have seen the look on his face when I just walked out the door." Butters laughed. "It was great!"

Kenny was impressed. "About time you stood up to them. Good job, Butters."

"Actually, it's not so good of a job." He said, rubbing the back of his head. "Because I left so suddenly, I didn't think to bring my phone, or even any money. I'm kinda homeless if you think about it."

"Is that why you're outside my house right now?" Kenny asked, giving him a lopsided grin.

Butters blushed. "Y-yeah, that's why."

"And you were wondering if you could crash here for the night?" He asked, enjoying the flustered look on Butters' face.

"I wouldn't ask you if I had any other options, Ken." He said, unable to look him in the eye. "I'll take the floor and I promise I'll be gone by morning."

Kenny could see him shivering. How long had he been out there? He moved out of the window and offered him a hand. "Don't worry about that stuff. Come in before you freeze to death out there."

"Oh thank you!" Butters said, his smile shining bright even in the darkness. He hopped up and swung his leg over the windowpane. Kenny tried to help pull him into the room, but they ended up in a heap on the floor. He felt Butters laugh as he moved off of him. "Sorry about that, Kenny. I should have been more careful."

He grinned. "It's fine, I'm used to having people on top of me in this room."

Even though he couldn't see him, he knew Butters was blushing. "Oh, um… th-that's nice?"

He bit his tongue to keep from laughing. "Come on, you better get some sleep. How long have you been outside my window?"

"Not very long." He said, shifting so that he was sitting upright. "Probably only an hour or so."

Kenny's eyes widened. "Really?"

Butters nodded. "Your house is a lot warmer though, so I'm sure I'll get to sleep really fast!"

"You're taking my bed." Kenny said, his tone leaving no room for argument.

"But Ken—"

He put his finger over his lips. "Just take it okay? Remember when you let me take your bed that one time? I'm repaying that by letting you take my bed tonight."

Butters looked from the bed to Kenny's face. He could see how much Butters just wanted to get under the covers and get to sleep. "If you're really sure…"

"I'm extremely sure." He said.

Butters hesitated for another moment before standing up and moving towards the bed. "Gee Kenny, you're a really great friend. One of the best I've ever had."

"Thank me in the morning." He said, moving a pile of clothes towards him as a makeshift blanket. "It's late as fuck."

"Okay." Butters said. From the tone of his voice, Kenny could tell he was smiling.


	6. Nemesis

A/N: This one's in no way connected to chapter 2. This one was almost too much fun to write XD Thanks a bunch to TexasCutie93, Ash, and Montana-Bob for reviewing~!

* * *

It was freezing out here.

He shivered as a light breeze blew at him from the direction of the lake. It was ridiculous, being out here this late at night in his Professor Chaos outfit. It looked exactly the same as it had back when he was a kid, only a little better made. He rubbed his arms, trying to get the feeling back into them. He shouldn't be out here.

But he was waiting for someone.

Stark's Pond was quiet this time of night. The little kids who came here to ice skate were long gone, and it was way too late for the early joggers to be seen here. Late enough that even the couples who sneaked out to see each other were gone. It was just him out here, waiting.

And waiting.

He stamped his feet, telling himself that he was just trying to get the circulation flowing there again. But if he was being honest, he was stomping around because he was mad. Just where the heck was he? He had never been this late before. If either of them was ever late, it wasn't him. The good guys were always supposed to be on time, weren't they?

If he really thought about it, no they weren't. The heroes only ever arrived _after_ the villain started his evil plans. The villains were kept waiting while the heroes took their sweet time. So maybe it was right, him being the one kept waiting. It still didn't make him feel any better about freezing his toes off though.

"You look cute when you frown."

He nearly jumped out of his skin. Keeping his expression neutral, he whirled around to find the source of the voice at his ear, not that he needed to. He knew who it was. "Mysterion."

There he was, in full costume, as if he'd always been there. He was smirking at the reaction he'd gotten. Of course. "Hey Chaos. Miss me?"

He scowled, mostly at the way his heart was racing though. "You've kept me waiting."

"Things came up." He said, taking in his appearance. "You look cold."

He was trying to get a rise out of him, as usual. He wasn't falling for it, hadn't since he first realized that was what Mysterion was doing. Instead he answered, "Well I've been here for over an hour."

He chuckled. "Next time I'll call if I'm going to be late."

"Are we doing this or what?" He asked, getting impatient. He took the defensive stance he always did before they started fighting. "Come on, I've been ready for ages."

Mysterion didn't make a move towards him though. In fact, he kept his at-ease position, as if he _wasn't_ about to be attacked. It made him uneasy. He didn't let it show in his voice though. "What's the deal, Mysterion? Finally realized you can't defeat me?"

He shrugged. "I don't feel like fighting tonight, Chaos."

His eyes widened behind his helmet. He was so surprised that he didn't think to use his deeper voice when he spoke again. "You don't?"

"Nope." He said, walking a little further away from him, towards the lake.

It could just be a trick. They did that sometimes, pretend to quit only to land a quick punch to turn the fight around. But that was always _after_ they'd started…"Well then, what do you feel like doing?"

"I don't know…" He said, blue eyes scanning the other end of the pond. "How about talking this once?"

"Talking?" He asked, his suspicions clear in his tone. "What do either one of us have to say to the other that isn't said with blows to the face, Mysterion?"

"Chaos." He said. Nothing else, just his name.

The way he said it though, made him want to know what else he had to say.

"Y-Yeah?" He asked, cursing his accidental stutter. He always tried to keep it out of his voice when they met up.

Mysterion turned those electric blue eyes towards him. He had to remind himself to breathe, they were looking at him so intensely. "Why do you want to fight me so badly? We've been doing this for too long."

"I…" He blinked, suddenly thrown by the question. "Why do you want to know?"

"I want to know why we come out here. Why you sneak out of your home to meet me, and why I always make sure nothing keeps me from coming." He turned his eyes towards the stars. "There's no reason for it, is there? We could call it quits right now and that would be it."

_Call it quits_? He couldn't imagine NOT doing this. It was what they did, what he came to expect. "I don't want this to stop."

"What?"

"I want to keep seeing you, Mysterion." He said, and it wasn't Professor Chaos saying it, it was the person behind the disguise, Butters. "I don't know why, but I have to see you every night. I don't care if I have to wait for hours, or if I'm losing sleep, or even that my grades are going down the drain. I _need_ to see you."

Mysterion didn't say anything. A light breeze picked up, sending their capes billowing out behind them. A shiver ran through him, but he tried not to let it show. Showing a little weakness would take the meaning out of his words, or at least he felt it would.

Finally, Mysterion smiled at him. "I need to see you too."

He could feel his heart speed up in his chest. "Good."

They stood like that for a while, listening to the other's breathing. One of his favorite parts of their late night meetings was after, when one of them had beaten the other (it was usually Mysterion who managed to pin him to the ground, but since there weren't any rules, he occasionally managed a win). For just a moment, before they got up, they stopped and listened to the sound of the cold night air going in and out of the other's lungs.

"Are we going to fight or what?" He finally asked, raising an eyebrow almost tauntingly. "Or are you forfeiting tonight?"

Mysterion grinned. "You asked for it, Chaos."

"Bring it on." He said, grinning when he felt Mysterion's body colliding with his.


	7. Misunderstanding

**A/N:** Fun fact, I based this off of something that happened to a friend in real life XD

* * *

"Hey Kenny, do you want to go out?"

Kenny nearly started choking on his own spit. Butters had to hit his back a few times before he could speak again. "What… what are you talking about, Butters?"

"I was asking if you wanted to go out, like how Stan and Kyle are?" Butters' blue eyes still looked worried. "Are you okay, Kenny? You look a little pale. Do you need water? I have some in my bag…"

Kenny numbly took the water bottle Butters handed him, thankful for the distraction it would offer. Give him a few moments to think.

Butters had just asked him out. _Butters_. He never would have guessed it, if it hadn't just happened. He had no idea how to answer him. It wasn't that Butters was unattractive, far from it actually. Butters was adorable. He wasn't ashamed to admit he'd thought about him sometimes, late at night when he couldn't get to sleep. If it was based on looks alone, he wouldn't have to think about accepting his offer.

But it was Butters. Sweet, trusting Butters who was his friend. Kenny wasn't the best guy in the world, and though he never meant to, he'd hurt plenty of people in the past. He couldn't hurt Butters like the others, couldn't take the happiness out of his pretty blue eyes.

No, he wouldn't let himself hurt him.

"Are you feeling better now, Ken?" Butters asked, smiling at him.

Kenny looked down at the plastic bottle in his hands, currently empty. He had finished the water without realizing. "Oh yeah, I guess. Listen, about what you said before."

"Yeah?" Butters asked, looking eager to hear his answer.

"I think you're great, you know that right?" He started, dreading having to say every word. "And you're a great friend, I definitely consider you one of my best friends."

Butters eyes widened and his cheeks colored. "Kenny, that's so nice of you to say—"

He held up his hand. "Please let me finish. You're a great guy, and anybody would be lucky to have you. But I'm not the kind of person you'd want to go out with. You're sweet and kind, and maybe I really would like to go out with you, but you could do better than me."

Butters looked confused. "Kenny, what are you talking about?"

"I'm talking about how even though I'm flattered that you would ask me out, I really don't think it's a good idea." He said, suddenly feeling like it was wrong to say that. Why wouldn't it's be a good idea? Maybe they could make it work somehow. He could always try to be a better person and—

"I… I was asking if you wanted to _outside_ Kenny." Butters said, tilting his head towards the door. "You know, like how Stan and Kyle are right now? Mr. Oliver said that we could sit on the benches outside to do our homework."

"Oh." He said, his mind suddenly going blank. It seemed that he misunderstood.

"You thought I was asking you out?" Butters asked. His eyebrow furrowed in his confusion. "Did you _want_ to go out with me?"

"What?" Kenny asked. He couldn't seem to make his brain work. "No. Yes. What?"

Butters looked uncomfortable for the both of them as he gathered his things and stood up. "I guess I should have been clearer with what I was askin' huh? I'll… I'll go ask Bebe if she wants to go outside with me."

"Butters, wait!" Kenny said. He stood up and grabbed his hand before he could get away. "I'll go outside with you."

His other hand twitched with the need to mash it with the hand Kenny was grabbing. "I don't want things to be awkward, Ken. If you feel the need to explain away me not-asking you out, you must really not like me…"

Oh great, by trying not to hurt him, he'd done even more damage. "Butters that's not it, I do like you. It was just a misunderstanding."

Butters bit his lip. "Well…"

Kenny hung his head. "I'm sorry for hurting your feelings."

"It's okay Kenny, I understand. It must be weird, thinking your guy friend wants to go out with you." He said, smiling.

He smiled back. "Does that mean you forgive me?"

"I do, but I don't think Mr. Oliver will." Butters said, glancing over Kenny's shoulder.

Kenny turned to see their teacher glaring down at him. "H-Hey Oli."

"Boys, you can either go outside or sit down" He said in his booming baritone. Even without the glare, Mr. Oliver was menacing. "But stop interrupting my class."

"Yes sir." They both said, taking their books and walking over to where Stan and Kyle were sitting. Kenny thought he heard Cartman calling them fags, but Mr. Oliver's angry voice reprimanding him made up for being unable to kick his ass.


	8. Clothes

**A/N:** This actually would have been part of a longer fic, but I lost inspiration for it. As you will see, I'm a big fan of Bebe+Butters friendship and of Marjorine~

* * *

"Are you almost done in there? I can't wait to see how you look!" Bebe said, her voice sounding a little muffled through the door. Butters turned around in the mirror once, looking at himself from every angle.

"I… I'm not sure…" He said, fidgeting with the skirt.

"Well _I'm_ sure you look adorable!" Bebe said, sounding a little too optimistic. At least, Butters thought she sounded too optimistic.

"Come on, I want to see how you look too." Oh hamburgers, that was Kenny. Now Butters was less sure than ever. He'd dressed up in front of Bebe dozens of times, but this was the first time since fourth grade that Kenny was going to see him in girl's clothes.

"O-Okay then, I'll be right out." He said. He adjusted his wig a little bit and took a deep breath. Time to see how someone else reacted to his crossdressing.

He kept his eyes on the floor as he stepped through the door. He heard Bebe's bed springs squeak as the two of them shifted to get a better look at him.

"Oh Marjorine, you look amazing!" Bebe exclaimed, clapping her hands together. "I knew that blue skirt would look great on you!"

Butters felt himself smiling a little. Bebe always knew what would look good on him. "Do you really think so?"

"I know so." Bebe said. She squeezed him tight against her and hurried out of the room. "I have to get a picture of this! I'm going to go get my camera, okay?"

She was out the door before either of them could answer. Butters was suddenly more nervous without her there. Kenny hadn't said anything yet, though he could feel the other boy's eyes on him, and he found that he couldn't look up.

"S-so, um. Do you think this looks okay on me?" He asked, gesturing to himself. He was wearing a blue skirt that Bebe said matched his eyes, and a white sleeveless top that hid the fact that he didn't have any boobs very nicely. Bebe said his shoulders were perfect for shirts without sleeves, and '_most girls would kill to have such pretty arms'_, but right now, he wasn't feeling so sure. He felt a little exposed, showing so much skin.

"It looks great on you." Kenny said. Butters looked up from the floor and saw that Kenny was looking at him with a slightly amused expression on his face.

"Really?" He asked, fidgeting with the hem of the skirt. "You don't think I look weird?"

"Weird?" Kenny laughed. "You look like a real girl right now. If I had seen you out in the street like that, I totally would have hit on you by now."

Butters felt himself blush. "What do you mean?"

"You're a really pretty girl." Kenny said, standing up. He walked over and put his face really close to Butters'. "Are you wearing make up?"

"A… A little bit." Butters said, uncomfortable with him being so close. "Usually Bebe does it for me, but I've been practicing for myself. F-For when she's not around."

"You did a really good job. Making me feel a little confused." Kenny said, grinning. His hand came up and Butters wasn't sure what he was going to do next when Bebe came back, camera in hand.

"Alright, let's get a good one of the three of us!" She said, hurrying over to the two of them. Butters was grateful for her interruption and quickly turned to face her. "This is going to be a 'Sharing of Marjorine with a Little More of the World' picture. Kenny, you stand to the left of her. I'll stand on her other side."

Kenny draped his arm over Butters shoulder. "You use feminine pronouns too?"

"O-Only when I'm dressed up like this." Butters said. "Bebe likes it, and it just sounds right, you know?"

"Yeah, kinda." He said, but the look on his face said that he didn't, exactly. Which was alright, Butters though. Kenny had only just found out and was a part of all this. Maybe he'd understand better the longer he was around.

Bebe wrapped her arm around his waist. "Alright you two, big smiles! One… Two… Three!"


	9. Notes

**A/N:** I think we've all had a teacher like Mrs. Goodwill. And I've definitely been in Butters' position ^^;

* * *

"Okay students, just copy the notes off the board." The teacher said, walking over to her desk and pulling out a magazine. "If you finish before class ends, you can do whatever you like. Just don't make too much noise."

Most of the kids in the class started talking to each other, ignoring the notes completely. Mrs. Goodwill never bothered to actually teach her class anything, preferring to read magazines while the students were left to their own devices. All of her tests were open notes, so all you had to do to pass her class was be able to read and write.

Even so, almost nobody took notes in class, instead copying from someone lame enough to do work in her class.

Butters started copying right away, knowing that if he didn't, most of the class would fail the next test. He didn't mind it. He was helping a lot of people by writing the notes down, and he liked being useful.

He was so into his note taking that he didn't notice someone sitting in the chair next to him until they spoke. "Hey Butters."

He jumped, turning his face to see Kenny grinning at him. "O-Oh, hey there Kenny. I didn't know you had this period."

"I don't, I'm just killing time right now." He said. He looked at Butters' desk, raising his eyebrows. "What are you doing?"

"Taking notes." Butters said, glancing back to the board and finishing the sentence he was writing.

"Why don't you just copy them from someone else later?" Kenny asked. "You know, like everyone else does."

Butters smiled sheepishly, keeping his eyes on the words in front of him. "I'm the one everybody copies off this period, so…"

"Oh." Kenny put his chin in his hand, watching him silently for a minute. "I guess that means you can't get out of here and hang out somewhere with me then."

Butters thought that sounded a little strange. "Get out? What do you mean by that, Ken? Class isn't over yet."

Kenny blinked. "Are you serious?"

"Serious about what?" Butters asked, his eyebrows furrowing in confusion.

Kenny shook his head, an amused smile on his face. "Wow, you're such a dork."

Butters frowned. "You shouldn't call people names."

"I meant it in a good way." Kenny said. "It's cute how much you care about school."

"Oh… well then thank you!" Butters said, giving Kenny his signature sunny smile. He went back to copying from the board.

Kenny watched him work for a while. It was making Butters a little nervous, but he didn't say anything. It wasn't stopping him from doing his work, so if Kenny wanted to stare at him, he wasn't going to make him stop. He was nearly done when Kenny spoke up again.

"You write like a girl." He said, making Butters look up from his paper.

"What?" He asked, blinking up at him.

"Your handwriting's really girly." Kenny said, pointing at the words on the page. "See? It's loopy and kind of pretty like a girl's."

"It's just neat." Butters said, looking at his handwriting. Sure, it was a little feminine, but that wasn't a bad thing. Was it? "Why, is it bad?"

"No, I'm just observing." Kenny said. "Yours is girly, Stan's is blocky, and mine's some chicken scratch thing."

"Oh, okay." He said, feeling a little better.

"That's why I never pass one of Goodwill's tests." Kenny said, gesturing to the notes on Butters' desk. "It's not because I didn't copy them from someone, I just can't read a damn thing I wrote."

"Well, you can always borrow mine!" Butters said happily. "You know, since I won't need them, 'cause we have this class at different times."

"Really?" He asked, looking surprised that Butters would offer him his notes.

Butters nodded. "Of course. That's what friends are for right?"

"Yeah." Kenny said, smiling at him.

"McCormick? What are you doing in here?" Mrs. Goodwill asked, finally having looked up from her magazine for the first time in the hour.

Kenny turned around to face her and waved. "Hey Goodwill, how's it going?"

She frowned at him. "Stop bothering Butters and get back to your own class."

"He isn't bothering me, ma'am." Butters said. She didn't pay any attention to him though.

"Hurry up, or I'll get security." She said.

"Yeah right, like she'd get out of her desk for anything other than the last bell. Old cow." Kenny mumbled under his breath. Butters bit his lip to keep from laughing out loud. He knew it was mean to think of her like that, but 'old cow' was just about the best fitting title for that woman.

"McCormick…" Mrs. Goodwill started.

"I'm going, I'm going." Kenny said as he stood up. "I'll be counting the hours until I see you again, Goodwill."

"_Goodbye_ McCormick." She said, ducking her head under her magazine again.

Kenny leaned down to Butters' level before he left. He kept his voice down so the teacher wouldn't notice him. "You're going to sit next to us at lunch later, right?'

"Oh, sure thing." Butters said, smiling. "See you later!"

"Bye." He said and walked out the door.

Butters watched him go until he couldn't see him anymore, then looked down at his page, frowning. Girly handwriting huh? He wrote something down in the margin and tried to make it look un-girly.

_Kenny McCormick._

It really was kind of loopy. He tried it again, this time concentrating.

_Kenny McCormick._

Maybe it was the way he held his pencil? He tried it again.

Kenny McCormick.

That looked better. At least, it was significantly less pretty than the other two. But it was an awful lot of effort to write like that. Butters shook his head, scribbling out the words. He was just going to write the way he always did, girly or not.

He felt someone tap his shoulder. "Are you finished with the notes, Butters?"

He turned away from his paper to see Heidi standing over him. "Oh yeah, almost Heidi. I just need to get the last bullet point."

"Okay, give them to me when you're done." She said, turning back to her desk. She paused though, cocking her head to the side. "You have a weird look on your face, Butters."

"I do?" He asked, his hand going to his face.

"Yeah, it's this weird smile." She said, shrugging. She turned and walked back to her desk, where her friends were.

His smile? Butters felt his mouth and sure enough, the corners were pulled up. He hadn't even noticed he was smiling. He wondered how his smile must have looked, before shrugging and getting back writing the last bullet point. He'd long ago come to terms with having a weird face.


	10. Jail

**A/N:** Ugh, I'm in an awful mood today. I'm just going to spend a few hours watching my favorite episodes to make me feel better! Sorry about this chapter being a little dialogue heavy, but that's what happens when you try to write a phone conversation ^^;

* * *

Aunt Nellie had told Butters once that if you get a call late at night, it was hardly ever good news.

Butters fumbled around in the dark, searching for his ringing phone. The light of his clock, reading 2: 45, was hardly enough for him to see by. If he didn't answer it soon, his dad would wake up and ground him for staying up past his bed time. His fingers curled around it when he reached in his backpack and he flipped it open, answering before seeing who it was calling so late.

"H-Hello, who's this?"

Whoever it was, there was a lot of noise in the background where they were. "Butters? It's Kenny."

"Kenny?" Butters asked, not sure if he was hearing right. Kenny knew not to call him this late at night. Why was he on the other line at this hour? Had something happened? "What's the matter, is something wrong?"

Kenny sighed into his phone. "You're not going to like this."

"What is it?" He asked, truly worried now.

"Well, the thing is… I got arrested."

Butters nearly dropped his phone, he was so shocked. He couldn't say anything as Kenny waited on the other line for him to speak. It was a while before Kenny finally started talking again.

"Butters, did you hear what I said? I've been arrested." Pause. "Are you still there?"

Finally, Butters found his voice again. "What do you mean you got _arrested_?"

Kenny laughed a little, though Butters didn't know how he could find something like this funny. "I didn't do anything wrong, if that's what you're wondering."

"How did you get arrested then?" He asked.

"Cops hate McCormicks." Kenny said, as if that explained everything.

Butters frowned. "Kenny, that wasn't the real reason. Was it?"

"No, but the cops really do hate my family." Kenny said.

"So what happened that made them arrest you?" Butters asked him.

"Hang on." Kenny said. There was someone yelling on the other end, and Butters was afraid that something was happening to him for a second until he heard Kenny laugh. "Sorry, the cops just brought in a drunk and he puked all over the big one's shoes."

"Is he okay?"

"Which one, the cop or the drunk?"

"Um… either one. Both of them."

He could hear Kenny shifting to see. "Well, the drunk is being thrown into the jail cell, but he looks fine. The other dude's pissed though. His whole face is red!"

"Kenny…" Butters started, wanting to get back to the fact that Kenny was in _jail_.

"Oh right, the reason I'm here." Kenny's voice sobered up. "It's total bullshit, just letting you know. It turns out my parents were cooking up meth in that shack behind the house."

"Meth?" Butters' eyes went wide. "How did they manage to do that?"

"I don't know, Butters. I should have noticed, my room's the one that faces the backyard." He sighed, frustrated. "When the cops came, they arrested everyone in the house, except my sister. They're convinced Kevin and I were in on it. I have no idea if Kevin's involved, but I haven't done anything."

"I believe you. That's awful, Kenny." Butters murmured, feeling pretty awful at the whole situation. "Is there anything I can do to help?"

"Actually there is. Can you call Kyle? I was hoping that his dad would be able to help somehow."

"I can do that, definitely." Butters said, nodding into the receiver. "I'll even check up on Karen in the morning, if you want me to."

"Yeah, if it's not too much trouble." Kenny said, clearly relieved. "Thanks a lot Butters, I knew I could count on you."

A thought came into Butters' mind. "Shouldn't you have called Kyle first, if you need to talk to his dad?"

"I thought about that." Kenny said. "But I wanted you to hear it from me that I was in jail. Kyle would have made it sound worse than it was, and I didn't want you to get worried."

"It's a little late for that. I'm already worried for you." Butters said, a small smile growing on his face.

"Yeah, but at least you know I'm alright this way."

That managed to get a laugh out of Butters. "Okay then, is that everything?"

"Pretty much. They'll let me out in a little while, since I'm a minor, so don't be surprised if you see me on the bus stop in a little while."

"Then I guess I'll see you soon." Butters said. "Should I call Kyle right now?"

"Not if you want to get your head bitten off." Kenny said, laughing. "Call him in the morning, okay?"

"Okay."

There was a side conversation on the other line. Kenny came back sounding disappointed.

"My time's up now." He said. "Fuck, I wish I could just keep talking to you. This conversation's the sanest one I've had all night."

Butters hummed in sympathy. "Would you believe it's the sanest one I've had all weekend?"

That made Kenny laugh again. "Can't wait to see you again, Buttercup."

And then there was some more arguing in the background. They barely had the time to say goodbye when the call was ended. Butters hoped that Kenny would be okay over there.

The light switched on overhead. He turned to see his father standing there, arms crossed over his chest.

"Butters, what are you doing up so late? You are grounded, mister!"

"Oh hamburgers." He moaned.


	11. Yearbook

**A/N:** I'm in a much better mood today, yay~ Woo, implied Style and Candy here! Kenny and Butters are in an established relationship in this one too.

* * *

Butters smiled as he set down the thick book down on the table. "It's finally back from the printers, fellas! Since I'm on the yearbook committee, I got an early copy!"

Kyle immediately fell onto the yearbook, flipping page after page to find his picture. "I know I probably look terrible. My mom made me wear that stupid suit and my hair totally frizzed out that day!"

"Calm down dude." Stan said, his eyes widening at the speed that Kyle was flipping. "You probably look great."

Kenny yawned. "Let him wear himself out, Stan. He'll be easier to deal with later."

Kyle finally reached the eleventh grade B section. "Broflovski… Broflovski… oh god. It's worse than I thought."

Butters leaned forward across the table to peek at his yearbook. "I don't think you look bad at all, Kyle."

He rolled his eyes at the shorter male. "Butters, no offense, but you have no eye for fashion. Or anything really."

"None taken." Butters said, oblivious to the implications.

Kenny frowned. "Hey don't be mean to my Buttercup, Kyle."

"He didn't mean it." Stan said, coming to Kyle's defense as usual. "Right?"

"Sure." Kyle said, smiling in his direction. He flipped to the next page and snorted. "Oh my god, look at fatass. At least I took a better picture than him."

Stan rested his chin on Kyle's shoulder, looking at the picture. "I thought he sent in a professionally taken photo?"

Butters had an explanation for that. "He did, but he and Wendy had a huge fight the day we had to send the finished draft to the printers. And as the editor in chief, she had final say so…"

Kenny laughed so hard he banged his hand on the table. "Typical of those two."

Kyle flipped to the M's. "Stan, you look great. And you don't look half bad, Kenny."

"Gee, thanks for the compliment." Kenny said, no emotion in his voice.

Stan took the yearbook out of Kyle's hands. "I think I was hung over that day. I definitely look like it."

"Nonsense." Kyle said, shaking his head. "You look great in that picture."

Kenny made a kissing sound and Butters giggled. Kyle glared at them.

"Shut up." He said, his cheeks glowing red. He glanced over to see how Stan reacted.

Stan of course, didn't notice. He flipped the page and settled on Butters' picture. "You blinked, Butters."

"What?" He asked, holding his hand open for the yearbook. Stan willingly handed it over and Butters groaned when he saw. "Oh no, I did blink. I'm gonna get grounded for sure."

"Your parents still do that?" Kyle asked. "You're seventeen."

Butters put the yearbook down and mashed his knuckles together. "Oh geez, this isn't good. I promised I wouldn't embarrass them anymore…"

Kenny wrapped his hand around him and pulled him close. "Don't worry about it, Buttercup. I'll keep you company on those long, boring nights."

Butters seemed to melt with relief. "At least I have you."

Kyle huffed irritably. "Give me that, I still want to look at it."

"He's just jealous." Kenny mumbled into Butters hair. "Pay no attention to him, Butters."

Kyle started to look through the other pages, the ones with clubs and class 'bests'. "Look, here's the sports teams."

He was clearly trying to distract them from his feelings, but since Kenny was feeling generous today, he let the subject drop. "How does Stan look in that football group shot?"

"Sweaty." Stan said, wrinkling his nose at the picture. "But I think that might be because I'm standing next to Cartman."

"Ugh, he ruins the picture." Kyle said. He turned the page and grinned. "I look great in this one though."

It was the group shot of the basketball team. Stan pointed at Token. "It's totally cool how Token could play for both your team and my team this year. He's going to take us to State next year."

Kyle turned the page, and suddenly turned as white as a sheet. Stan's eyes widened at whatever they were looking at.

Butters looked concerned. "What's wrong fellas?"

"What is… how did…" Kyle couldn't even complete his sentence.

"Oh god." Stan said, a hint of a smile on his face, like he was trying not to laugh.

Now Kenny was curious. "What is it? I want to see!"

Kyle slammed the book shut. "No. No!" He shot an accusing glare at Butters. "Did you know about this?!"

Butters was confused. "About what, Kyle?'

Kenny grabbed at it. "Let me see it!"

Stan started laughing. Kyle turned his eyes to him, looking hurt. "Don't laugh Stan!"

Taking advantage of his distraction, Kenny pulled it out of Kyle's hands. He flipped to the page where they had been, finding it easily enough. When he saw the picture, he burst out laughing.

"No fucking way! I can't believe they did this!" Kenny barely managed to say, he was laughing so hard.

Butters looked around his group of friends, completely confused. "What is it? Did we mess something up?"

"Yeah, you really did!" Kyle said, his face red from both anger and embarrassment.

Taking the yearbook out of his boyfriend's hands, Butters took a look at what had made them all react so badly. Then he saw it. "Oh…"

It was a picture of Stan and Kyle, with their arms wrapped around each other. Kyle's head was on Stan's shoulder and Stan's head was resting on top of Kyle's. A candid shot. It would have been innocent enough, if the words "Best Couple" hadn't been stenciled above their heads.

"Oh my god." Kenny gasped, holding his side. He was still laughing. "This is the best thing that's ever happened."

"It is NOT!" Kyle yelled at him.

Butters blinked sad blue eyes at him. "I- I'm sorry Kyle. It must have been a joke that the staff was playing a-and they must not have taken it out before we sent it to the printers."

Kyle let his head drop into his hands. "How could anyone think Stan and I are a _couple_?!"

"Not just any couple." Kenny said, waggling his eyebrows. "You guys are the _best_ couple."

"Shut up Kenny." Stan said, patting Kyle's shoulder reassuringly. "Don't worry dude, it's not that big of a deal."

"It's a HUGE deal!" Kyle wailed. "Do you know how many people are going to see this? It's humiliating!"

Stan looked hurt. "Is it really that embarrassing, having people think we're dating?"

"Yes… No…" Kyle said, frowning. "What I meant was… It doesn't embarrass you?"

Stan shook his head. "I don't think it's a bad thing, people thinking that. Do you?"

Kyle's face flushed darker. "M-Maybe not."

Kenny looked back and forth between them and grinned. He turned to Butters and whispered in his ear, "Hey, maybe we should give them some space."

"Okay, but why?" Butters whispered back, glancing between the two of them.

"They're about to make that 'Best Couple' thing true." He said, winking. He got up and discreetly motioned for Butters to do the same.

Butters smiled and followed him.


	12. Late

**A/N:** Anybody besides me have a thing about that cute little accent Butters has? XD

* * *

Sometimes, Kenny was glad that everything was within walking distance in South Park.

This was certainly one of those times. It was very lucky that Butters' house wasn't too far from Sally Turner's house. It meant that he wouldn't be dragging a half conscious and very drunk Butters for very long. His arms were already getting tired, and they'd barely gone two blocks from the house.

Getting Butters drunk had sounded like a lot of fun. And it was, for a little while. What Kenny hadn't thought of was the aftermath.

Butters had said he had to be home before dawn, when his parents woke up, and Kenny had promised him he'd get him there. He'd just lost track of time when he and Butters passed out on the couch, and now here he was.

Butters moaned a little. "K-Kenny? Where are we?"

"Good, you're awake." Kenny said, pausing so that Butters could stand up on his own. "Come on, we have to hurry if you're going to get you home in time."

"Hurry? Wh-What for?" Butters mumbled, rubbing the sleep from his eyes. He was still leaning heavily on Kenny, but he wasn't completely dead weight anymore. "Why are we… why're we outside? It's cold, Kenny."

"I know it's cold. You can get warm in your house." He said, nudging Butters forward. "Come on, the sun's going to be up in a little bit."

"Why're you pushin' me, Ken? It's not nice to push people…" Butters slurred. He stumbled forward, and would have fallen if Kenny hadn't kept an arm around him. "I wanna go back to the party an' have some more of that punch Eric gave me."

Kenny's eyes widened and he stopped trying to get him to move. "You drank something Cartman gave you?!"

Butters nodded, burying his face in Kenny's neck. "It was real sweet, and kinda strong. What d'you think it was, Kenny?"

Knowing Cartman, it could have been anything from a roofie to poison. But Kenny didn't say that. Drunk Butters was one thing, but panicked and drunk Butters? He wasn't looking forward to that. Instead he said, "Probably something too strong for you."

Butters looked up at him with dazed eyes. "I feel like dancin' right now. What happened to the music? Party's always have music…"

"Butters, we left the party, remember?" Kenny shifted his hold on him and stepped forward. "We have to get you home."

"Oh, home." Butters looked like he was becoming more conscious. "I- I said earlier… If my parents don't see me in bed in the mornin', I'll get grounded."

"Right. That's why we got to hurry." Kenny said. He was relieved when Butters started walking forward, leaning on him only a little. He had to keep his arm around him, to keep Butters steady, but it was a lot easier now that he wasn't dragging mostly dead weight around.

Butters had been very quiet for a while now, which was odd, because Butters was the king of small talk. Kenny looked over at him and was surprised to see Butters' face shiny with sweat and very pale. His eyes were unfocused, and he looked like he was in pain. Kenny stopped walking, a wave of worry going through him. "Hey, are you okay?"

"I don't feel so good." Butters said, his voice tiny. "I think… I think I'm gonna be—"

His sentence was cut off by a gag. Butters sank to his knees, dragging Kenny down with him in the process.

"Butters!" Kenny said, his eyes going wide. "What's wrong?"

Butters gagged again, and turned his head away just as he threw up everything that was in his stomach.

Kenny grimaced, but he didn't move away. He brushed away the sweaty hair from Butters' eyes and rubbed soothing circles into his back while he continued to puke onto the sidewalk. After about a minute or so, the retching died down to some dry heaves.

"That's it, let it all out." Kenny murmured, patting Butters' back. "You're almost done."

There was stil a little more gagging, but there was nothing else inside for Butters to throw up. He spit to get the taste out of his mouth and moaned.

"Feel any better?" Kenny asked. Butters wiped his mouth with the corner of his sleeve and nodded.

"I'm feelin' a little better than before." He whispered. He cleared his throat a little. "Thanks for stickin' by me though that."

"You did the same for me, remember?" Kenny helped him get on his feet.

"I did?" Butters asked, letting Kenny steer him away from the vomit. They moved forward, as they had been before that little incident. "When was that?"

"Fourth grade. It was when I got addicted to cheesing. You let my puke splash all over you."

Butters made a little gagging noise. "Please don't mention puke, Kenny."

"Sorry." Kenny said, smiling a little. "The point is, you took care of me then, so why wouldn't I take care of you now?"

"That's awful nice of you to say, Kenny." Butters said, giving him a fragile, but sincere, smile.

"How much did you have to drink anyways?" Kenny asked. They were almost on the block that Butters' house was on.

"Um, not as much as you had. It was about as much the rest of the guys had." He furrowed his eyebrows, thinking. "I think I started drinkin' around eleven though."

Kenny's eyes widened. "Oh my god. How are you even conscious right now?"

"What do you mean?" Butters asked, looking adorably confused.

"It's just… we drank a lot tonight. And you kept up with us?" He asked, looking at Butters in awe.

"I had as much as Kyle did." Butters said, rubbing his eyes. "Are we almost home?"

Kenny looked up. Just a few houses away was the Stotch residence. "Yeah, we're almost there already."

"That's good. I'm real tired." Butters yawned. "Hey, Kenny?"

"Yeah?"

"Thanks for taking such good care of me." He said, nuzzling Kenny's neck in a way that he would not have been doing if he were sober. Kenny swallowed hard and kept moving forward.

"It's no problem. I'd take care of you any day." He said. He realized his words could be taken in another direction entirely and quickly said, "You know, like this."

Butters nodded absently, looking like he was ready to drop any minute. The first streaks of light were starting to show, turning the sky from dark blue to light grey, so Kenny picked up the pace a little.

Once thing was certain: he wasn't going to let anyone get Butters drunk again anytime soon.


	13. Bruise

**A/N:** Kind of implied Kyman through Kenny's thoughts... Ignore or embrace it as you chose, it's only a line long. Sorry for the ending too, it's so cheesy XP

* * *

It was one of those rare warm days in South Park. On those days, Kenny always let his hood down. He didn't take of his parka, not even in the summer, but if the sun was shining bright enough he let his face out.

At least he _usually_ did.

It was warm enough that it would have looked suspicious if he DIDN'T take the hood off, but the guys hardly paid any attention to him. All too busy with their own lives to notice a change in Kenny's behavior. And why should they? He certainly looked normal with his hood up. There was no reason to notice him.

He stayed off to the end of the group as Cartman made another 'jew' joke that Kyle took way too seriously. Stan was always the peacemaker, or in Kenny's opinion, referee, in these situations, so that left little for him to do except watch as they went for round nine million eighty four in the eternal struggle that was Cartman and Kyle. If it was up to him, he'd just tell them to fuck and get the sexual tension over with, but what were the chances that they'd actually hear him over their fighting, let alone take his advice?

He didn't care that they pretty much ignored him. At least they showed some concern when he was gone for long periods of time. Some. He just wished that sometimes they were a little more interested in the things he was hiding.

"Hey, Kenny! How are you this morning?"

Speaking of someone who showed interest…

"Hey Butters." He said, turning to greet the shorter blond. "I'm fine, you?'

Butters looked over to the other three. "I'm doing great, but they sure don't look like it."

Kenny rolled his eyes. "They live and breathe for this, Butters. Don't think they're not enjoying themselves."

"I don't think they understand what joy truly is…" He trailed off, noticing that he was wearing his hood up. "How come you're wearing your hood up, Ken? It's really warm outside today."

He trailed his eyes lazily over Butters's outfit. A thin T-shirt and comfortable looking jeans. "I don't know, it's still kinda cool out, don't you think?"

Butters shook his head. "You must be baking in that parka. Here, let me—"

"No don't!" Kenny ducked under his reaching hands. A look of hurt crossed his face and he felt a twinge of guilt. "Sorry, but I don't want to take my hood off."

"Why not?" He asked. Geez, even his voice sounded hurt.

He didn't let himself look into those light blue eyes, a couple of shades lighter than his own. "I just don't okay? Leave it alone."

"Don't you trust me?" Butters asked, his hands moving together. "I mean, it's alright if you don't I just thought… I just thought that…"

Kenny sighed and pulled his hands apart. "I do trust you, Butters. I don't want to take it off because you'll just make a big deal out of it when it's really nothing to even think about."

"But what is it though?" Butters asked, moving his hand to Kenny's hood again. This time Kenny didn't move to stop him, figuring it was best to get it over with. He still flinched when he heard Butters gasp at the sight of his face.

"What happened, Kenny?" He asked, moving his hand over his right eye. Butters didn't touch him, but just looking at his hovering fingers made him want to wince.

"It looks worse than it actually is." He was quick to say.

"Well it looks really bad." Butters said, gently tracing the fist sized bruise with his fingers. He made sure not to put too much pressure on the purple skin. "Did something happen at home?"

His answer was almost immediate. "No."

Butters didn't look convinced. "Then how did you get this bruise?"

"It doesn't matter." He said, brushing his hand away. "It's nothing to concern yourself with."

Butters frowned at him. "Now that's where you're wrong, Kenny McCormick. I'm very concerned, and I have every right to be."

He looked into his eyes for a good minute before asking, "Really?"

Butters nodded. "I'm your friend Kenny, and if you ever need help or just someone to talk to, I'm right here with my ears open and ready to listen."

Kenny couldn't help laughing. "You're such a dork."

"Maybe, but this dork will never let you down okay?"

The smile that came on his face was genuine this time. "Thanks Butters."

There was a scream and they turned to look at Kyle nearly kicking Cartman in the balls. The only thing that prevented it from happening was Stan, who managed to pull him away just as the swing would have made contact. Cartman started swearing up and down how Kyle was going to pay for it, and nearly started crying for his mom.

Kenny rolled his eyes and nudged Butters. "Can you believe these guys?"

"No even a little bit." He said, and Kenny had to laugh again, because such a deadpan remark coming from Butters? It was almost too much.

Sure, the guys were his best friends, and he'd risk his life in a heartbeat for them. But Butters was different, special. It didn't matter how, not right now, but maybe it would in the future.

He was going to have to prepare himself.


	14. Shoplifting

**A/N:** Oblivious Butters is my favorite kind of Butters~ I suppose you could connect this one to Chapter 8 if you want to. Sorry for the delay, I was at the beach yesterday! :D

* * *

Butters ran his fingers over the colorful bottles of nail polish, knowing he didn't have enough money to buy any of them. He glanced over at the cashier, who was too busy filing her nails to be paying attention to him. She wouldn't notice, but… he looked over to the exit, where the security guard was. That man's eyes were as sharp as a hawk's. Butters would have to be very sneaky if he wanted to pull this off.

The moment the man's head turned to see another customer enter was the moment he discreetly put a bottle into his pocket. His hand had just come back at his side when the man looked back at him. Butters let his eyes fall back down to the little bottles in front of him, his heart hammering in his chest. He couldn't look too suspicious.

He could feel the security guard's stare on him, but he made sure his features remained innocent. He knew that it must look weird, a boy was lingering in the beauty products aisle. But, the man's eyes weren't on him anymore, he was looking at someone behind him.

"Hey Butters."

"Oh hamburgers!" Was that someone he knew? Or had he gotten caught? Butters whirled around, feeling his heart beat wildly in his chest.

Kenny raised an eyebrow. "Something wrong?"

Butters breathed a sigh of relief. "O-Oh, it's just you Kenny."

"'Just me?' Ouch, nice to know where I rank in importance." Kenny said, clutching his heart in mock hurt. "I thought I mattered a little more important to you than that, but it's nice to know how you really feel."

Butters' eyes widened. "Of course you matter, Kenny! I'm sorry I hurt your feelings."

Kenny rolled his eyes and grinned at him. "I wasn't being serious you know."

"Oh." Butters looked down at his shoes. "I guess I'm still not that good at detecting sarcasm."

"Hey, none of that." Kenny said as took Butters' chin in his hand and tilted it up. "Don't get so down about something like that."

Butters felt his face heat up (just a little!) and he nodded. "O-Okay."

Kenny looked around. "What are you doing in this aisle?"

Oh right, he was still in the feminine department. "Um, I'm just buying something for Bebe."

"Again? I see you in here every day." Kenny said, his eyebrows raised.

"Y-Yeah, I like buying stuff for my friends. It makes me feel useful." He could hear the lies so obviously in his own voice, he wondered if Kenny could hear them too. "What… um, what are you doing here today?"

Kenny sighed, long and dramatic. "I'm buying this stuff for Karen. It's almost her birthday and she's been hinting that she wants to start wearing makeup."

"Oh, that sure is nice of you." Butters said, glad that the conversation was off of him now.

"It doesn't feel nice." Kenny said. If Butters didn't know any better, he'd say that Kenny was pouting. "This means that she's really growing up."

"Growing up is a good thing." Butters said. "She can't be little forever."

Kenny's eyes flickered to the products in the aisle. "I wish she would be though. That way I wouldn't have to worry about her more than I already am."

Butters smiled. "That's sweet."

"Hm?" Kenny looked up from the bottle of nail polish he'd just picked up. "What do you mean by that?"

"It's nice that you're so worried about her. I'm sure she appreciates it." Butters tilted his head up so that he could look into Kenny's eyes. "Don't you think so?"

"I guess…" Kenny mumbled, still looking unhappy.

"Good, now go buy her what she'll need." he said, turning back to the nail polish bottles. There were so many pretty colors. That glittery one would look great with that new skirt Bebe had got for him last Chrismas.

Butters didn't realize what he was doing until Kenny's eyes focused sharply on his pocket. "Butters, what are you doing?"

"Huh?" He looked down and saw that he had just put another bottle in his pocket. "N-Nothing."

Kenny grabbed his hand and pulled it out of his pocket. He stared at the bottle for a long time before looking back at Butters. "You're stealing things now?"

"I… I'm not." Butters said, shaking his head. He didn't know why he was still lying, now that he'd been caught, other than he couldn't help himself. He hoped that Kenny wouldn't find the other one in his left pocket.

"Then tell me what this is." Kenny said, holding out the sparkly nail polish.

Butters felt his face heat up. "I don't know."

Kenny sighed and put the bottle back where it had been before Butters had taken it. "You aren't the type of person who steals things. How long have you been doing it?"

"Not… not too long." Butters said, glancing over at the security guard. He wasn't paying attention to at that moment, for which he was grateful.

"How long?"

"About six months?" Butters said, really thinking about it. He'd started before the school year had begun, so it had been almost six months.

Kenny cursed under his breath. "All that time? What kinds of things have you been stealing?"

"Just little things." He said, eyeing the bottles. "Nail polish, hair clips, eye liner. Girl things."

Kenny's eyebrows raised. "Have they all been for Bebe?"

Butters shook his head. "No, I've been using them. You know, when my parents aren't home and I have the time."

Kenny ran a hand through his hair. "And why have you been doing this?"

"I can't really… I don't know how to explain it." He said, fidgeting under Kenny's intense stare.

"Could you at least try?" Kenny asked.

Butters took a deep breath to steady himself. "When I take something and I don't pay for it, it makes me feel excited. Like, the thought that I might get caught and then when I get away with it, it's the best. I like the feeling of it, you know? It makes me feel really good."

Kenny sighed and pinched the bridge of his nose, a trait he'd inherited from Stan. "I can't believe this."

"Why?" He asked, feeling a little offended.

"This isn't you, Butters." He said, letting go of his hand. "You of all people don't do things like stealing from the mall stores."

"Well, I'm doing it." Butters said, frowning. "Don't try to make me stop, okay? 'Cause I don't want to stop."

Kenny frowned right back at him. "I'm not a snitch."

"Okay." Butters crossed his arms over his chest. They stared at each other for a little while until Kenny broke eye contact first.

"Come on then. Kenny said, taking his arm and dragging them out of the store. "You can keep stealing but not while I'm around."

"Not so loud!" Butters said, casting a worried glance over at the guard. He was looking at them now, his gaze letting him know that he was very suspicious of them.

"Fine." Kenny kept his mouth shut until they were leaving the store.

Then the alarm started to go off.

Butters looked around wildly. An alarm? When had the installed an alarm here? This store had never had an alarm before, that was the reason he kept coming back to it.

"You have something else?" Kenny asked, looking at him with wide eyes. Butters nodded. "Where?"

The security guard was coming towards them. "In my left pocket. Oh hamburgers, I'm going to be so grounded."

Butters felt like he was on the verge of tears. He was shocked to feel Kenny's hand go in his left pocket, so discreetly that the approaching security guard didn't even notice.

"What's this then?" He asked the two of them, his eyes immediately going to Butters. "Seems I've caught myself a couple of shoplifters."

"Just one." Kenny said, stepping forward.

The man lifted an eyebrow. "Haven't seen you prowling around my store recently. This one thought," His gaze was so sharp when it landed on Butters that he flinched. "I've seen him around plenty."

"Check his pockets." Kenny said, stuffing his hands in his own. "He's not going to have anything."

"Kenny, I—"

"Show him your pockets, Butters." Kenny said, cutting him off. Butters silently obeyed, turning his pockets inside out. Empty.

The security guard looked puzzled, but quickly turned to Kenny. "Empty your pockets."

Kenny did and revealed the light blue nail polish Butters had grabbed earlier, the one he'd just taken from him. "Looks like you've caught me, mister."

"Well… well then, I have to take you in then." The security guard said, recovering from his shock quickly enough. He grabbed a hold on Kenny's upper arm. "You're coming with me."

"If you say so." Kenny said, turning his head towards Butters and winking at him. "Good thing you didn't accuse the wrong person, right?"

Butters couldn't believe it. Kenny was taking the fall for this. Taking the fall for _him_.

Why would he do that?

"I'm so sorry I got you sent to mall jail!" Butters said, for what had to be the fifteenth time since they let Kenny out.

Kenny shrugged. "It was a lot nicer than regular jail, at least."

Butters shook his head. They were walking out of the mall, Kenny now banned for life. "You shouldn't have been in there though. I shouldn't have let you do that for me."

"I wasn't about to let you get into trouble for shoplifting." Kenny said. "I don't think you would have ever been allowed out of your room if your parents found out."

Butters shuddered to think of the punishment he would have gotten. "I would have been grounded for years."

"That's why I did it." Kenny smiled down at him. "My parents don't give a crap what kind of trouble I get into. I think they'll be kind of pleased that I'm finally acting like a McCormick."

Butters frowned. "That's an awful way to be thinking, Kenny."

He shrugged again, as if it wasn't a big deal. "It's just how it is."

"I'm really sorry, Kenny." Butters said, feeling ashamed of himself. "This was all my fault."

"I already told you Butters," Kenny started. "I wasn't going to let you get caught. I made the choice to take the blame for this."

"But why did you do it?" Butters asked, wishing he could understand the reasoning behind Kenny's actions. "I don't know why you would do that for me."

Kenny didn't say anything, which only made Butters feel worse. He probably realized that he did something stupid by taking the fall, and now he was going to go back into the security station and tell them how it had all been Butters' fault, and that he was innocent of everything. Butters definitely deserved it for being such a bad friend and—

"I did it because we're friends." Kenny said, snapping Butters out of his thoughts. "And because I like you."

"Huh?" Butters asked, completely caught off guard. He even stopped walking, he was so taken aback.

Kenny kept his feet on the ground and kept walking. "You heard me."

Butters regained enough sense to start walking again. "But… but what do you mean by that Kenny? Wh-Why would that be the reason you did that?"

Kenny sighed, stopping so abruptly that Butters kept walking a few feet forward until he realized that Kenny wasn't at his side.

"Are you really that oblivious?" He asked, looking at Butters in a way that made him feel a little embarrassed.

"I don't know." Butters said, confused.

Kenny stepped forward and pressed his lips to Butters'. It was brief, but Butters was still completely stunned by the action.

"That's why." Kenny said.

"Oh…" It suddenly made sense to him now. Still, it didn't make Butters feel any better about getting him in trouble. "But… but that doesn't make it okay! I shouldn't have let you get in trouble and—"

Kenny put his hand over Butters' mouth. "No more of that. It happened, and it's over. I don't regret taking the blame, okay?"

Butters nodded, feeling his cheeks heat up. "It won't happen again. I promise I won't steal anything ever again."

"What happened to not wanting to stop?" Kenny asked, a sly grin on his face.

"You made me want to stop." Butters said, pulling Kenny's hand down to reveal his smile.

Kenny laughed. He leaned in and kissed him gently. "Good. It's embarrassing getting caught stealing nail polish."


	15. Fright

**A/N:** This is going to be the last one for now, unfortunately. I'll be back with more after NaNoWriMo 2013 though! Thank you all so much for reading/reviewing/faving this!

* * *

It was Cartman's idea to go to the haunted house.

"Come on guys, it'll be so sweet!" He whined to four guys in front of him, glancing back at the supposedly menacing building. "Let's go in there next!"

"Those places are always lame." Stan said, looking at the building with bored eyes.

"Nuh-uh, they're really cool, you'll see!" Cartman said, already walking towards the building.

Butters mashed his knuckles together nervously. "I-I don't know, Eric. Maybe we should go somewhere else first…"

"Stop being such a fag, Butters." Cartman said, shoving the shorter boy forward. Butters hadn't been expecting the push and ended up on the ground.

"Lay off, Cartman." Kenny said. He walked over to his fellow blond and offered him a hand. "You okay?"

"Oh, I'm fine!" Butters answered, taking Kenny's hand and standing up. "I just got my hands a little dirty."

"Let's go already!" Cartman said, stamping his foot like a kid.

"I don't want to waste my money on that stupid thing." Kyle said, crossing his arms over his chest.

"Surprise, surprise, a jew who doesn't want to spend money." Cartman said, sneering at the redhead. "I should have expected as much from you, Kahl."

"Stop insulting my faith, fatass!" Kyle yelled, taking a step toward him. Stan grabbed his shoulder to keep him from lashing out.

"Or maybe you're just too much of a pussy to go on this ride, is that it?" Cartman laughed like it was a big joke. "Maybe you'd rather make out with Stan on the Ferris Wheel."

"Shut up, Cartman!" Kyle yelled, lunging forward with both fists flying.

"Calm down, Kyle!" Stan said, now using both arms to restrain him.

"Maybe we should help…" Butters said, looking at Kenny for support. Kenny shook his head, keeping a safe distance from the fight.

"I don't want to get anywhere near Kyle's fists of fury." He said, wincing when Kyle accidentally swung too far back and got Stan under his chin. It was enough to make him loosen his grip and let Kyle come flying at Cartman with everything he had. There was a brief scuffle, and Kyle got a few good hits in before Stan grabbed him by the waist and dragged him away, still kicking and screaming insults.

"Aye, fuck you asshole!" Cartman yelled, clutching at his shoulder. He noticed Kenny and Butters staring at him and flipped them off. "Well, what the hell are you two staring at? Let's go!"

"Go where?" Butters asked, flinching when Cartman's angry stare fell on him.

"To the fucking haunted house!" Cartman yelled, stalking over to the building. Butters glanced at Kenny, who shrugged and walked forward. Butters hastily followed the two of them.

"I'm not so sure about this place." Butters whispered as he handed the ticket taker the four tickets needed to get in.

"Why, are you scared?" Kenny asked. Cartman hadn't bothered to wait for them, and already they could hear his shouts of 'This-is-sooo-scary-you-guys!' inside the building.

"No!" Butters exclaimed, staring at the weakly lit hallway. Kenny raised his eyebrows and Butters walked forward cautiously.

"If you're scared, just say so." Kenny said, keeping right next to Butters. "I won't tease you."

"I-I'm not scared!" Butters insisted, walking a little faster to try and prove his point. Kenny picked up his pace a little to keep next to his friend.

"Well, I'm right here if you do get scared, okay?" Kenny said, flashing him a smile. Butters didn't see it though, because at that moment the dim lights went out. He heard Butters gasp next to him.

"Kenny?" His voice sounded small.

"I'm here." Kenny said, finding his hand in the dark and giving it a little squeeze. Butters squeezed back, and Kenny felt himself smiling at the feeling.

The entire hallway was suddenly bathed in a red light. There was a menacing-looking figure at the end of the hall just standing there, facing them. If it had eyes, Kenny would say it was staring at them.

"K-Kenny?" Butters asked. He was staring at the figure with wide eyes. "M-Maybe I'm a-a little scared."

"Of that thing?" Kenny looked at the unusually tall person. "It's probably just someone in a costume, Butters. Come on, let's keep going."

Butters let out a little moan as they walked closer to the figure. It stood perfectly still, watching them as they came closer. Kenny stopped an arm's length away from him, tilting his head when the person didn't move out of their way. Butters stayed a step behind him, keeping a firm grip on Kenny's hand.

"Hello?" Kenny asked, waving his free hand in front of him. "Are you supposed to be scaring us? You're doing a pretty bad job, dude."

"S-Speak for y-yourself." Butters said, keeping his eyes away from the faceless creature in front of them.

It turned its head towards Butters at his words. Butters flinched closer to Kenny's side, a feeling of dread growing in his stomach. He closed his eyes pressed his face to Kenny's shoulder. "I don't like this."

Kenny stared at the thing for a few more seconds before shaking his head. "Come on, Butters, this guy's lame."

He started to walk forward, but Butters didn't move. He turned to look at the shorter blond, but he barely caught a glimpse of him when the lights went out again. He felt something long and thin wrap around his throat. "What the fuck—"

"No! No, please!" He heard Butters cry. His vice-like grip on Kenny's hand was suddenly gone, leaving Kenny grabbing at air. Whatever had been at his throat was gone too.

"Butters?" He called into the darkness. "Butters!"

He got no response, aside from a whimper of fear.

"Hey, this isn't funny!" Kenny said, turning his head in all directions.

He heard footsteps going away from him and quickly followed them. There was a weird ringing in his ears as he did so, but he didn't pay much attention to it. He kept an arm outstretched as he kept walking.

His hand brushed up against a soft fabric and he held onto it fast. "Butters?"

"Kenny!" Came Butters' panicked voice. He felt a hand wrap around his wrist. "It-it won't let me go!"

"What?!" Kenny asked, worry starting to color his tone. He felt something at his throat again, but this time there was some pressure to its presence.

"Kenny I'm scared!" Butters sounded close to tears. "I-It's got my legs a-and my waist—Oh god!" Butters' grip became bone-crushingly tight.

"Butters, what's happening?!" Kenny yelled, bringing his other hand up to grab the thing at his throat.

The lights suddenly flashed bright, letting Kenny see the thing before them. He heard Butters screaming bloody murder, but it barely registered as his mind tried to make sense of what he was seeing.

Tentacles. There were tentacles everywhere, coming from the… the _thing_ in front of them. There were about ten wrapped around Butters, and there was a thicker one around Kenny's neck. It tightened and for one horrible second, everything stopped. The thing looked between the two of them, and Kenny swore it _smirked_ at him or something. Then the lights went out for the last time and suddenly he couldn't feel anything around his neck anymore.

The dim lights came back on and there was no one in the empty hall but the two of them.

Kenny turned his bewildered eyes towards Butters. "Did… did you see—?" He was cut off by Butters' arms wrapping around him.

"I want to get out of here!" Butters wailed, burying his face in Kenny's chest.

Kenny blinked at their position, surprised at first, but quickly snapped out of it and wrapped an arm around his shoulders and went back the way they came. He didn't care about the looks they got , god knew what was further _in_.

Outside, the sun was starting to set, but it was still bright enough to let them feel a hell of a lot safer.

After a few minutes of just standing and attempting to control their breathing, Butters spoke up first.

"What… What do you think that thing was?" He asked, his voice still a little shaky.

"I have no clue." Kenny answered, running his left hand through his hair. He still hadn't dropped his right arm from Butters' shoulders. "But I know it wasn't some guy in a costume."

Butters mashed his knuckles together and glanced around nervously. "D-Do you think it'll follow us out here?"

"God, I hope not." Kenny said, glancing around the immediate area like Butters did. "I'd like to go one day without dying." He mumbled.

"What?"

"Oh, nothing." Kenny said, noticing Cartman exiting the Haunted House. "Hey look, there's Cartman."

"Do you think he saw that thing in there?" Butters asked.

"I doubt it. He doesn't look freaked out." Kenny said, dropping the arm around Butters. "Then again, the things that freak normal people out are usually caused by him."

"Where were you two fags?" Cartman said by way of greeting.

"Hello, Cartman, it's good to see you too." Kenny answered, flipping him off.

"Eric, did you see anything weird in there?" Butters asked, eyebrows knitted as he mashed his knuckles together some more.

Cartman raised an eyebrow. "Besides the awesome horror that is a haunted house? No."

"Oh…" Butters said. His expression was a mix of relief and disappointment. Relief, because that creature wasn't harming anybody else, but disappointment because now he and Kenny were the only ones who knew about it. "Well then, I guess we better go find Stan and Kyle then."

"We don't have to." Kenny said, nodding to their left. Sure enough, there they were, walking towards their group of three.

"Where the fuck were you guys?" Cartman said, irritation coloring his tone. It seemed he still wasn't over the earlier incident.

"We were at the Ferris—" Stan began, but was quickly cut off by Kyle.

"Don't tell them Stan!"

"The Ferris Wheel?! Ahahaha!" Cartman cackled. "I knew that's where you two would end up! Ahahaha!"

"Shut the hell up, fatass!" Kyle cried, raising his fists. Stan immediately grabbed his arms and tried to calm him down.

Kenny looked at the scene, feeling oddly comforted by the familiarity of it. "Hey Butters?"

"Yeah, Kenny?" He asked, his expression mirroring Kenny's.

"No matter what happened in there, it doesn't seem so bad with these guys around, does it?"

"I know what you mean." Butters said as Kyle fought to get out of Stan's grip. "I'm not afraid watching these guys again."

"I think Stan and Kyle had the right idea going to the Ferris Wheel. Wanna ride that one next?" Kenny asked.

"Sure!" Butters said, and the smile he gave made Kenny feel better about grabbing his hand as they walked forward.


End file.
